Whistling in the Dark
by BlueLunacy7
Summary: Transformers Movie-verse AU: the Great War is over but neither the Autobots nor Decepticons emerge victorious.  With the death of the last Prime, Sam Witwicky awakens in the past…with a chance to change the future.
1. Prime Directive 1: Same as it Never Was

Title: Whistling in the Dark

Author: BlueLunacy7

Chapter Warnings: Character death, Suicide, childbirth, references to sexual acts, strangeness and confusion

Pairings: None at the moment but future Sam/Bee (of course)

Disclaimer: I do not own any of Transformers live action-movies, novels of said movies, Transformers: Exodus or Transformers Prime or any quotes or lyrics, or song titles in anyway, shape, or form. Basically, nothing you recognize is mine.

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**Prime Directive 1: Same as it Never Was **

Everything that has a beginning has an end. I see the end coming. I see the darkness spreading. I see death... and you are all that stands in his way. -The Oracle, _Matrix Revolutions_

Confidently, Bumblebee walked down the dark hallway, passing the rusting empty cells, knowing down to his last circuit there was nothing here in this almost empty dungeon that would pose any threat to him. He'd been decent fighter before he had been forced to embrace the dark glory of Dark Engergon and now he was powerful, strong. Even the huge sentries guarding the last and only occupied cell let him through without comment.

The cell was small, dirty and covered in rust, a startling contrast to the prisoner it held. The mech inside was beautiful with metal skin that glisten in colors of blue-black and silver, gleaming in the low lights as if recently polished, decorated with faint knot works of lines, symbols and glyphs. Ratchet, Sunstreaker and Sideswipe had designed that frame from schematics to forging, creating a living work of art in Bumblebee's optics. Even as he admired the beauty of that lithe frame, Bumblebee was seized by the impulse to claw that gleaming metal, to leave scratches in that lustrous paint and now, he wasn't one to ignore his impulses.

Not anymore.

The dark sky was beautiful, a velvety black dome with stars scattered across its surface like glowing diamonds. Above the horizon line appeared to be gleaming pink cloud with shimmering patches of blue and green. It was a nebula, a star factory, recycling the dust and gas of dead stars into hot newborn stars that may one day support a planet with life. Life rising from the ashes of death, the symbolism would have been uplifting at another time, if he could feel something besides crushing grief and numbing sorrow.

His name was Paradox Prime and for vorns now, he had been held prisoner in this dark and rusting dungeon, never offering any resistance, never trying to escape. So passive the guards had stopped checking him for weapons long ago, believing there was no longer any reason to for him to fight, no reason him to try to escape, not anymore.

Just as he wanted it.

The Great War between Autobots and Decepticons was over, but neither side was victorious. A greater threat had been exposed in the course of the fighting, one that threatened all life in the universe, revealing a terrible truth: the war had been purposely planned from before Megatronus Prime killed his brothers and became the Fallen. Megatron's lust for power, the launching of Allspark into space, Sentinel Prime's betrayal, the destruction of Cybertron and the desperate search for Energon, all of it had been planned.

"Enjoying the view? I chose this particular cell specifically because I know how much you enjoy looking at the stars." Paradox didn't react to once-loved voice that disturbed his thoughts, keeping his optics focused on the beauty of the nebula even as he felt those now-clawed fingers scrape along his skin.

"It's almost time, He is nearly awake and then every creature living of this universe will be consumed." Arms embraced Paradox from behind in a lover-like fashion, claws wiggling under his chest plate caressing the sensitive panels and wiring beneath. He couldn't stop the shiver that wracked his frame as he remember the excruciating pleasure and agonizing pain the once gentle hands of his former guardian had inflicted upon him, eliciting a dark chuckle, "We're going to make history _end _and you will be _**mine**__._"

"Not in this lifetime."

"Really?" Bumblebee purred as he wrenched something painfully inside Paradox, "I remember you on your knees, begging so prettily for my life scout, willing to do anything to save me, even offering up the Matrix. I remember the look on your face when you saw that I was alive and well."

'_No, not well.'_ Paradox's spark twisted as he remembered how weak he had been. Within the reflection of the window, he could see the familiar face of Bumblebee over his shoulder, who he had secretly loved before everything had gone straight to hell. Even now, he was surprised by how heartbreakingly_ normal_ Bumblebee looked, just like the 'bot he'd fallen in love with, the only hint of something being wrong were the optics that now glowed a lurid violet.

It was the sign of the Darken, of one who imbibed Dark Energon, the powerful, corrupted version of Energon, an emanation of Unicron. The Darken were stronger, faster and much more aggressive as Dark Energon filled their mind with sinister thoughts, making them an evil, twisted version of whom they had once been and, like Unicorn himself, they thrived on pain and destruction.

"_When one becomes Darken, the person you knew is dead." _As Optimus had once told him, "_You are facing the monster that killed them."_

'_Optimus… big brother, I miss you so much …' _Optimus, Ratchet, Ironhide, Sideswipe, Sunstreaker, Arcee, Wheeljack….so many killed in that useless war or now Darken …. _'And it's all my fault, if I was stronger…'_

"No weapons... No friends...No hope." His tormentor whispered into his audios, interrupting the guilty spiral of his thoughts. "A little sip of Dark Energon and you can have everything back." Every time he came, it was always the same plea, for as a Prime, Paradox could not become Darken by force. No, he had to choose his own damnation, "We can be together, just as we should have been."

"All right." Paradox whispered tiredly, his voice horse from disuse. Stepping out of the embrace, he turned fully to face Bumblebee, "I'm _tired_, tired of fighting, tired of everything….At least I can be with you until everything ends."

With a smile of pure joy that made his spark ache for times gone by, Bumblebee handed him a Dark Energon Cube. It was smaller than a normal Energon Cube was, for not much was needed to corrupt someone. Without hesitation, Paradox downed its vile contents. Dark, twisted energy slammed through him in a rush of agonizing pleasure so intense that he could no longer stand.

"There we go." Arms held him as tremors wrack his frame, "There we go, don't fight it."

"Close your eyes, Bee." Paradox whispered and trusting that the Dark Energon was corrupting Paradox's systems, Bumblebee did so without questioning why.

Certain Bumblebee couldn't see what he was doing; Paradox opened a special storage panel with in his frame, retrieving the Matrix. His captors had taken it from him when he was first imprisoned, unknowing it would return to its Keeper eventually. The moment it's arrival, he began working on a plan that would free both him and Bumblebee, a plan that would cleanse those inflected with Dark Energon and halt the Awakening.

The Dark Energon began whispering to him, before his systems could purify it, filling him with doubt. He hesitated, staring at the face of Darken Bumblebee for a moment, remembering the first time they had met, all the time they spent together as friends and how his feelings grew from love of a friend to a different love all together. He had hidden those feelings, unknowing a similar change was taking place in Bumblebee.

'_Why didn't you tell you loved me, Bee?' _he thought, cycling his vents, '_Why did I have to find out __**after**__ the Dark Energon twisted it into obsession? So much time lost…'_

The Dark Energon dangled a new future with Bumblebee in his mind, of them together. Paradox saw it for what it was: an illusion, a Dark Energon dream, a hope that would never come true on this side of the Well of Sparks. Knowing he had no other choice, he plunged the Matrix into his own spark. Bumblebee opened his optics as Paradox fell to the floor.

"Why did you do this? We could have been together!" Bumblebee's screamed into Paradox's beatific face as he tried to pull the Matrix from his spark and failed, "Why do you still fight? _Why?_"

"Because I love you." Paradox whispered as he felt the power quickly build inside him. Those words weren't spoken in either the Autobot or Decepticon dialect but in a language of now lifeless organic planet circling a dead sun that had once been his home.

As Primus' essence contained inside the Matrix met his spark, there was a soundless explosion of light, bursting forth like a star going super nova that moved out in a purifying wave, cleansing those touched by Dark Energon. The last thing Paradox saw, the reason he had waited so long to implement his plan, was Bumblebee's violet optics turn blue as the Dark Energon was cleanse from his systems.

Glorious radiance engulfed Paradox, blinding him to everything, but he heard Bumblebee's voice, screaming a name he'd never thought he would hear again, a name that followed him as the light faded into darkness. A name he had once been called long ago, before he became Paradox Prime, last of the Primes and Keeper of the Matrix.

"_**Sam!"**_

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He drifted in the darkness, feeling the sense of himself begin to slowly crumble and disintegrate, tumbling into that black infinity. Curiously detached, he reached out to them, feeling those parts slide away like water in a stream. It was then he realized those pieces were being absorbed into a cloud of light and stars in breathtaking colors, which swirled around him in warm welcome. Stars that were once familiar and unknown but it didn't matter as he felt himself start to merge with them, becoming a part of something greater, a feeling of warm peace and love filled him.

_All are one._

It was at that point he felt a tug.

He ignored it at first, basking in the warmth and love and peace but it became more insistent, pulling him away. No, he didn't want to go, he tried to sink deeper into the stars but the tugged became a yank and suddenly he was moving away from that lovely warm cloud, falling backwards pulled by something stronger than he was like gravity pulling water down a drain.

Too fast, much too fast he was being sucked into something and everything blurred as he was hurled into a maelstrom of sensation, every glaringly bright and painfully loud. As soon as tumult began it faded, he realized just how small he was, how very weak and so very tired. He felt himself being wrapped in something soft as he was lifted up and cradled.

That's was when he heard a panicky voice asking, "What's wrong? Why isn't he crying?"

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**October 10, 1990. 7:45 am.**

Judy Taylor was tired, sore and currently plotting to kill someone as she laid on the hospital bed in one of those horrible backless gowns, staring unseeing at the TV. However, whether she'd kill was her sister Julie or the attending nurse was still up for debate. Right now, Julie had the edge at the moment if for no other reason that Judy was sure she could get Julie to come close enough for her to strangle when she came to visit tomorrow.

She'd give Julie the benefit of the doubt; thinking that her sister didn't want to scare her with 'Tales from the Birthing Room.' However, her well-meaning-but-lying sister had told her that while strenuous, childbirth wasn't as painful as the books and movies made it sound and the most she would feel was a sharp pressure when the baby was born. Seeing that Julie was the mother of three, Judy figured she knew what she was talking about when it came to spawning.

'_Pressure my ass,'_ Pressure didn't come close to describing the sensation _**she'd**_ felt, '_maybe in bizarro world there's just pressure but here on earth squeezing something the size of a watermelon out of an opening the size of a lemon does not fall under __**pressure**__.' _Maybe if the epidural had worked the way it was suppose to, she would have felt just 'pressure' rather than the Oh-my-God-just-kill-me-**now**-pain, which was why the nurse was on her hit list.

After anesthesiologist had given her the epidural, the attending nurse had sat her bed up so she could socialize. So all of those lovely, pain-killing drugs had gone to her feet, _'which would have been great I could have had the baby through my toes.'_ Unfortunately, the kid's point of exit was higher than that and by the time it was realized that the drugs weren't working, she had been too far along for the doctors to give her more. The nurse had meant well, she supposed, wanting her to be comfortable as she spoke to her sister and boyfriend as they waited.

'_**You**__ are never going to touch me again Mister, unless it's for oral or a hand job.'_ Judy glanced over to the sleeping form on the birthing room's fold out bed_. _She was probably going to say 'yes' the next time he asked her to marry him. He'd asked her several times before and she'd always said no, happy with the way things were.

It wasn't that anything wrong with him; he was cute with dark hair, brown eyes and charming smile. She called him her big teddy bear because of his burly build and he was also sweet as could be if a little strange at times. His family was a bunch of lunatics, _'But so are mine, come to that.' _

No, it wasn't Ron that made her hesitate. She did love him; she wouldn't have lived with him for eight years if she didn't. Nevertheless, her parents had loved each other until things went sour and ended in divorce. Love changed and faded, she didn't want that to happen to her and Ron nor did she want to put her child through the same upheaval her parents had put her through as a child.

That brought her thoughts to her baby, her _son_. She looked at the clock, it had been four hours and 45 minutes since she had given birth and he was whisked away to the neonatal unit for observation. Upon hearing that, Judy had felt like throwing up as the worry twist her stomach. While she had no experience with newborns, she knew that when the doctors took the baby away for 'observation' it was not a good thing.

She also knew that newborns cried when they were born...unlike hers.

Every movie and TV special showed that newborn babies screamed their little heads off once out of the womb but her baby had been silent when they took him away. The doctors wouldn't say anything but she knew something was wrong, just as she knew it was _her_ fault. Judy's head fell into his hands as guilt and worry hit her hard, her body shaking with silent sobs. She wanted to scream at them to tell her but at the same time she didn't want to know how she had hurt her baby before it was even born.

While not the hardcore partier some of her friends had been, she drank more than she probably should have in the very early stages of her pregnancy, completely unaware of the new life growing inside her. She had never been regular, so when 'Aunt Flow' failed to visit, she didn't think anything of it. The queasiness, lack of energy and desire to sleep all the time were thought to be signs of too much partying or a virus taking hold. Thinking she caught something from her sister's children, she took some of the antibiotics the doctor had given them in an attempt to help her body's immune system. With five minutes of taking them, she threw up so violently she was convinced her stomach was trying to escape through her mouth.

That was when she scheduled a doctor's appointment and learned she was twelve weeks pregnant. Twelve _**weeks**_. With that knowledge, she stopped drinking cold turkey and never drank another drop. For the rest of her pregnancy she drank water, fruit juices and ate nothing but wholesome and nutritious foods in the most well-balanced diet of her life and took the vitamin supplements the doctor recommended without complaint, all in desperation to reverse the damage she might have inadvertently done to her child.

She'd love her baby no matter what, but she'd never be able to forgive herself if there was something wrong.

She'd even picked out a name already, _Samuel_. It was the masculine version of her grandmother's name, who Judy had adored until she passed away in her sleep at a hundred and four. Like a magic charm, she hoped that some of Granny Samantha's good health would rub off on her great-grandchild who now shared a version of her name. The sound of the door opening got Judy's attention and the sight of the nurse pushing a wheeled bassinet pulled her thoughts out of their depressing spiral with such a hard jerk that she almost didn't the hear the nurse ask she was alright.

"Yes, I'm fine." She hastily wiped away her tears with back of her hands. She gestured to the bassinet that was now so close to her bed, afraid to peek inside, "is he…"

"You have a perfectly healthy son." The nurse beamed as she looked inside the bassinet, "The observation was just a precaution."

"Can I?" She asked holding out her arms as relief flooded her; there was nothing wrong with her Sam. The nurse picked up the small bundle swaddled in a soft white blanket from the bassinet and placed it into Judy arms, helping arrange the new mother's arms so she could correctly hold her baby.

"Would you like me to wake your husband?

Judy didn't bother to correct her, "No, let him sleep. Sammie and me are going to have some Mother-son time, yes we are."

Judy was in love as she gazed down at her son. It was obvious to her that Sam was the cutest, most adorable baby that had been born _**ever**_. He had a head of thick dark hair that stood straight up from his scalp, her own little punk rocker and his face didn't have that wrinkled; almost smushed look, with more defined features than other babies did. His eyes were a clear, bright blue that certainly didn't come from her side of the family. It was odd but he didn't stare at her blindly but instead his gaze was intent, focused as if trying to figure out who she was. That's when she noticed something odd on her baby's pale skin.

"What's this?" It was faint but there, a subtle darkening of pigment on her son cheek, under his left eye.

"It's a birthmark, there's another just below his elbow on the inside of his right arm." The nurse explained, before leaving the mother and son alone with instructions to press the call button if anything was needed.

A birthmark, a simple discoloration on the skin and was completely harmless but something about it made her uneasy. Troubled for some odd reason, she unwrapped her son just enough so she could look at the arm in question. There it was, just as the nurse said it would be, a small faint smudge just below is elbow on the inside of his right arm. "You have all sorts of interesting marks don't you Sammie?"

One of those tiny, fragile hands reached out to touch her chin; she took it and placed a kiss to the small palm.

"Ma…ma."

Judy froze at the name and looked at her son, "What did you just say?"

Sam looked at her with those pretty blue eyes and stated solemnly, "Mama."

"Ho~ly hell." She murmured without considering that the curse words were in the presence of a child as she stare at her baby in part wonder, part pride, and part awe. Sam was a **newborn**; all the books said the closest they got to vocalizing _anything_ was crying. He wasn't even old enough to start _cooing_ yet never mind actually speaking.

"Ron…Ron!" She yelled as loudly as she dared at the sleeping man, not wanting to upset her son but wanting to share the marvel that was her child with _someone_ and who better than his father? When Ron's only response was to roll over, she wiggled the pillow from behind her head and threw it at him, "Wake up!"

"Huh!" Ron snorted awake, blinking blearily at his surroundings as he mumbled, "What? What's wrong?"

"Come here," She told him, "the baby just said, 'Mama'."

Rubbing his face groggily, he got to his feet, "Judy, the kid's not even a day old yet-"

"Just get over here!"

Curious about his newborn son any way, Ron obeyed and went over to bed, "Hi little guy." He greeted the infant softly, "Your mama's a little loopy cause of the drugs she has in her-"

"I am not." Judy snapped, obviously not amused with his attempt at humor, "I'm telling you, he called me 'mama'."

Deciding to indulge his girlfriend before she threw something else at him, something harder and would do more damage than a pillow, he nodded, "Okay, Judy, if you say so.

The baby suddenly curled one small hand around Ron's finger with surprisingly strong grip for something so tiny and fragile, "Daddy."

Ron stared at his son in shock, not really believing what he had heard and responded with an intelligent, "Whoa."

"See? I _**told**_ you." Judy crowed feeling vindicated as well as surprised by her baby's obvious intelligence, "Give Sammie here a few more hours and he can drive himself home."

He just starred at the humans who held him, who looked like his parents but knowing it was impossible. Stared at the way the light glinted off his mother's red hair, at the way his father's eyes glowed when he looked at her. With less grey in their hair and wrinkles on their faces and younger than he remembered, they looked like Judy and Ron Witwicky, his parents, his _human_ parents who had been killed by the Decepticons in retaliation for his actions during the Battle of Chicago. He hadn't been listening to their words and had spoken to them in shock because it _couldn't_ be them. They were _**dead**_, he saw the bodies, clinging together in death, knew their bones were dust on a dead planet…

Ron voice finally penetrated his bewilderment, "Is he supposed to be that ugly?"

"He is not ugly!" Judy snapped back, cuddling him closer as if to shield him from those words.

"He's all red and wrinkled."

"He is the most beautiful baby boy in world," She told him with a mother's conviction, "which you could see if you hadn't forgotten your glasses."

"I had to get _your _stubborn assin the car. Besides I don't need glasses to see that he looks like he's been in a hot bath for too long."

"Oh, shut up before you give him a complex." She scolded before cooing, "Don't listen to him, Sammie, your father is just an idiot, yes he is."

Primus, it _was_ them. Feelings of bewilderment, joy, sadness collided with each other in a confusing maelstrom and he couldn't help but start crying softly. He didn't understand what was happening, _why_ it was happening. Somehow, he'd ended up in the past, back when he had simply been Samuel James Witwicky.

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Author's notes:

*Cackles evilly* Yes, yes another fic. Blame Dark of the Moon.

For everyone that was confused, Paradox Prime is Sam Witwicky (basically Bot!Sam)

As for the whole thing with Matrix reacting the way it did *does best Jetfire impression* It was never designed for that purpose, but it's an energy like no other.

I've wanted to write a time travel fic in the Transformers universe for a while now. However, rather than have a controlled journey into the past, I decided to have Sam just flung there without any planning or knowledge. Adds a whole new level of mystery don't you think?

Thanks for reading!

-BlueLunacy7


	2. Prime Directive 2: Past Forward

Title: Whistling in the Dark

Author: BlueLunacy7

Chapter Warnings: Bad language, angst

Pairings: None at the moment but future Sam/Bee (of course)

Disclaimer: I do not own any of Transformers live action-movies, novels of said movies, Transformers: Exodus or Transformers Prime or any quotes or lyrics, or song titles in anyway, shape, or form. Basically, nothing you recognize is mine.

Author's notes: Very brief glimpses of Sam's life growing up.

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**Prime Directive 2: Past Forward **

The future is all around us, waiting, in moments of transition, to be born in moments of revelation. No one knows the shape of that future or where it will take us. We know only that it is always born in pain. -Citizen G'kar, _Babylon 5, "Z'ha'dum"_

_1990…_

Judy had insisted that if she was going to _have_ to stay in the hospital that Sam's bassinet be kept in the same room with her. This show of parental concern meant nothing to Sam, who had spent the first few hours of his 'life' in a type of shock, thoroughly convinced that this all was a great mind fuck brought on by dark Energon and that he would soon wake up back in his tiny cell worse for wear. In reaction, he withdrew mentally, becoming passive, quiet, making no sound as he was fed and changed regularly. His listlessness distressed his parents so much that they had asked for the doctor to look him over again. The doctor found nothing physically wrong with him and seemed mildly put out at having to deal with parents who were complaining that their child wasn't screaming for food and attention.

Everything changed later that night while Sam was lying in his bassinet, staring at the mobile dangling above him, trying not to think or sleep for fear that this _was_ only a dream, afraid he would awaken to his nightmare once again. Distantly he noted that the people in the neighboring room were playing their radio loudly enough for him to hear but not to truly disturb him at least until one particular song came on. The station was a bit staticy but the melody and the vocalist came through clearly to Sam.

"_Who's gonna drive you home….tonight?"_

The sound of that soulful, crooning voice was like falling through the ice on a winter-frozen pond, shocking and painful. It was one of the first songs Bee had ever 'sung' to him, hinting that Sam should give his then-crush Mikaela a ride home from the lake. Those memories of innocence, untroubled times before everything had gone to hell shattered his safe cocoon of apathy, throwing him into a tempest of emotions as a feeling he hadn't experienced in what felt like forever blazed to life so brightly he should have spontaneously combusted with it power: _Hope_. For the first time in so long he felt _**hope**_ for the future. Bee, Optimus, Ratchet, Will, Mikaela, Seymour….he would see them all again, whole and alive, he had a chance to save everyone from a needless death or a dark Energon-tainted life. He could _fix_ things-

'_But how?'_ The cold voice of doubt whispered inside his mind, cutting through the hope burning inside him, _'How can you save them when you couldn't even save __**yourself?**__'_

Dread suddenly gripped his heart in its icy fist so tightly he could barely breathe. If he actively changed things _now, _even little things, big events would probably play out differently later in ways he couldn't predict and people would _die_. Hell, his even **being** here and knowing what he did changed things. If he tried to keep things on the same path, those big events _might_ stay the same but there was no guarantee… How could he make the knowledge work for him without ruining everything, without making things worse if that was even possible?

A piece of memory suddenly came forward, Sentinel's powerful voice echoing through his mind, _"How doomed you are, Autobots. You simply fail to understand, that the needs of the many outweigh the needs of the few..."_

Did he have the right to play God like that, to manipulate things for he _thought_ was the benefit of others simply because he had the knowledge to do so? How could he be so arrogant to think _he_ knew what was best for them? It would make him no better than Sentinel…but how could he live with himself if he didn't use the knowledge he had? Thrashing his tiny body as frustration bubbled through him, he mentally wailed, _'What do I do? How do save them?' _It was up to _**him**_, he was the only one who could do this. Devastating loneliness and misery settled its crushing weight on his mind as he realized that he was without Optimus, the Matrix or even Bee to look to for guidance, for help, that he was completely, utterly _alone _in this.

Maybe because he was physically a child but suddenly, it was all simply too much, too overwhelming that he began to cry, to howl his agony to the world. Why did it fall to him to save the world, alone? To fight the same war again, a war he had _**lost**_. To watch he all he had ever loved, and who ever loved him die, knowing it was his fault this time because he had this knowledge, because he wasn't smart enough, because he wasn't strong enough. _'It's not fair,'_ he screamed inside his mind as he let out a screech of pure anguish, _'It was over. I was done. I can't do this again, I can't. Please…not again, not again! It's not fair! It's not fucking fair __**slag it!**__' _

"What's wrong Sammie?" His mother's soothing voice did nothing to interrupt his downward spiral as she picked him up out of his bassinet and held him close, "Its okay, I've got you. Shh… I'm sure it's not bad as all that Shh..." She settled in the rocking chair her husband placed in the room and began to sing quietly; "_Now it's time to say good night…Good night…"_

With the calming sound of her voice, the comforting pulse of his mother's heartbeat and in the warmth of her embrace, Sam's grief and loneliness faded slightly as he began to slip into sleep, _'Am I not supposed to have what I want? What I __**need?**__ What am I supposed to do?'_

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_1993…_

The instinct born in all women the moment they become mothers awoke Judy before she could truly hear the faint sobs coming from Sam's room. With an ease born from practice, she slid out from beneath the covers without disturbing her sleeping husband. Ron did try his best but for something like this, he was more of a hindrance than a help. She used the dim illumination from the nightlights she had in place so neither of them would trip over anything on the way to the bathroom in the middle of the night to see as she hurried down the hall, the tile floor cool beneath her bare feet. She had just reached her son's door when he began to wail.

'_God, not one of those.'_ No parent should have to hear their child make such a sound, that keening wail so full of despair, misery and hopelessness. The sound made the hair on her neck stand up and her heart twist in her chest. Judy preferred the nightmares when Sam was drenched in sweat and screaming at the top of his lungs as he trashed as if fighting something off to the ones like this, where Sam whimpered in his sleep as he curled up into a trembling ball and cried as if his heart was broken.

"Sammie, wake up. You're just dreaming. I'm here Sammie." She sat on the edge of the bed and began stroking Sam's hair soothingly, trying to awake him gently. Both she and Ron had learned the best way to wake him was gently; otherwise, he would unconsciously lash out at the one waking him while he was still trapped in the nightmare and Sam was very strong for someone his size, having broken Ron's nose at one point.

Finally, the sobbing stopped; Sam's voice was slurred and sleepy as his eyes fluttered opened. "M-mom?" Even in the dim light, those blue eyes were striking. She thought Sam had the prettiest eyes ever, even if she did have to put up with Milkman jokes because no one on Ron's side had eyes like that.

"It's okay," Once she was sure he was awake, she took him into her arms and hugged him close, "I've got you; it was only a bad dream."

"Sorry I woke you up." Sam murmured as he wiped his eyes and tucked his head under her chin, hugging her back as he always did, not tightly but firmly as if afraid she would disappear if he didn't hold on.

"It's okay. You want to talk about it?" Rubbing his back in soothing circles, she inhaled the sweet scent of his hair, unsurprised when she felt him shake his head no. "Do you want me to stay with you until you fall asleep?"

Another headshake and she could feel him begin to withdrawal, "You should go back to sleep. I'll be okay." He gave her a lopsided smile that was more heartbreaking than comforting as he nestled back under the covers. "After all, it was just a dream."

"I don't mind," She replied as she tucked him in. Again, Sam shook his head, "Well, if you're sure."

"I'm sure. Goodnight."

"Goodnight." With a glance back at his small form, she quietly left and made her way silently back to her own room. She managed to get back into bed without disturbing Ron, but rather then going to sleep, she laid there in the semi-darkness with her husband's warmth by her side, listening to him breathing as her mind wondered and worried.

It was a well-known fact that every mother in the world believed her baby was special but it wasn't just a mother's affection blinding her. For example, by the time they had left the hospital for home, Sammie had quite a vocabulary that included Mama, Daddy, Ron, Judy, (that he repeated when he wanted their attention and Mama/Daddy failed) nurse, doctor, up, down, hungry, sleepy, change, yes, no, and unfortunately, damn it.

_That_ was something he had unfortunately picked up when Ron had dropped the baby carrier, (without Sam in it thankfully) on his foot.

As he grew, Sam made the child development books she been given by well-meaning relatives useless, learning faster than the books suggested was possible, at a pace that seemed almost miraculous at times. By 5 months old, he was not only speaking complete if short sentences, voicing an opinion of how _he_ would like to dress, ("no more ducks please!") choosing clothes in shades darker than what she would have chosen, he was starting to crawl. A fact she learned when she had left him for a moment on the play mat living room to answer the phone and came back to find the mat empty. Thankfully, it took only little searching for her to find him under the dining room table so she didn't have a heart attack that day. Four months later, he was toddling and at 11 months, he was walking with a precision and grace that looked very strange on one so young.

The older he got, more idiosyncrasies surfaced. Many of the other mothers in the family would comment about how well behaved and polite her son he was, how he smart was. Judy _was_ proud of her son, really she was, but there were things, little things that troubled her. He was unusually quiet for a child his age, unlike his cousins who seemed to babble nonsense constantly without stopping to breathe. When she did arrange play-dates with other children his age, he didn't play with them but rather acted like a young _man_ entertaining a young child. She and Ron had quickly learned to give him books rather than toys for he would leave them in their boxes un-played with.

However, he did have a several toy-cars he played with constantly and when he thought no one was around, he spoke to them in entire one side conversations, especially one yellow car with black stripes and what looked like a blue semi-truck with red flames. Talking to toys wasn't unusual for kids his age and that sign of normal childlike play should have made her happy. God knew he was a solemn little guy, so quiet and watchful it was easy to forget he was in the room, not standoffish but introverted, reticent as if afraid to show more of himself to the world. Nevertheless, some of the subjects he spoke to them about were so _odd_. On one rare occasion, she had managed to eavesdrop on one of those 'conversations', the subject boggled her mind.

She had been in the kitchen washing dishes she had heard Sam start speaking in the other room, "A man travels back in time and kills his biological grandfather before the traveler's father was born, which resulted in the traveler's never being born so he couldn't have traveled back in time and killed his grandfather in the first place. Meaning his grandfather would still be alive, and the traveler would have been born and able to travel back in time and kill his grandfather."

There was a moment of silence before he continued, "Of course, you could also say the fact that the time traveler is alive in the present means that he failed to kill his grandfather, showing that past cannot change the present because its repercussions have already been felt."

Judy abandoned her dishes to see whom Sam was talking too. Peeking around the corner, all she was her son at the dining room table, appearing to draw on one of the large coloring pads for kids with his crayons as he addressed his two favorite toys sitting on the table surface, "So why bother if nothing could be changed?"

He was quiet for a moment, deep in thought as he bit his bottom lip. Suddenly he smiled as he quickly made notes on his pad, "Because you would in effect create a splintered timeline. Okay, so a man travels back in time and killed his biological grandfather before the traveler's father was born, this would result in a timeline where the traveler's counterpart never exists but the traveler's prior existence in the _original_ timeline is unchanged."

"What do you guys think?" He looked at his toys before nodding, "Yeah sounds as good an explanation as anything else."

At first, she had simply assumed he had been repeating something he had heard or had a vivid imagination. Now, she wasn't so sure. There were times he would stare off into space….

'_Almost as if…'_ She thought drowsily as she started drifting into sleep, '_he's seeing another world.'_

As he listened to the sounds of his mother's retreating footsteps, Sam laid there in the semi-darkness of his room, eyes wide opened as memories crawled around his mind, both bittersweet and painful, of people he had loved or hated, people he had lost or never had and people he'd left dead for both good and bad reasons. Not a day went by that he didn't reflect on the memories of his past that might one day be the future, working out every possible scenario, trying to determine what he could do to prevent the worse of it but his knowledge of the future was imperfect.

Human recall was faulty, memories fading with age. He had been old by human standards when he became Paradox Prime and memories were lost during the conversion from flesh to metal.

Once he heard the telltale _click_ of his parents' room door closing, he quietly crept out of bed and began systematically stretching every part of his body carefully. The day would come where his plans and counter-plans would needed, whether to be set in motion or revised once again, but until that day Sam would train his body the best he could to create the strength and speed he would need for the trials coming his way.

Most of the time, he found such workouts soothing, bringing to mind the training sessions with Sideswipe and later Prowl. At first, both had refused to train him and, strangely enough, citied the same reason-that the Cybertronian martial arts like Circuit-Su and Metallikato would take many vorns to master and that was time they didn't have. Instead, Sideswipe taught the young Prime a simple, effective form of his fighting style. Prowl, however, turn out to be more stubborn, taking all of Sam's stubbornness and determination to convince the 'bot to teach him.

Tonight, however, the workout failed to chase away the bad thoughts and memories, instead bringing them to the surface: Prowl's sacrifice and Darken Sideswipe. Add to that trying to adapt techniques culled from what he knew of Cybertronian martial arts into a unique fighting style for a fleshling body, Sam was far from calm instead becoming extremely frustrated. As his skin glisten with sweat and muscles burned, he could feel his frustration bubbling, boiling inside him.

When he pulled a muscle making the wrong move, his temper snapped. "Damn it!"

_**Crinch.**_

In the silence of the room, the high, crystalline report sounded as aloud as a rifle shot. Sam whirled around to face where the sound had come from; finding himself staring at the small hanging mirror his mother had placed on the wall. The glass of mirror was cracked and oddly. There was no point of impact as if something had hit it with the line of shattering spreading outward. Instead, it was cracked from top to bottom, the shattering running from side to side as the entire surface was covered with a web of delicate lines.

'_By the Allspark…how did **that** happen?'_

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_1996…_

'_Why do I get the feeling recess is more for the teachers than for the students?'_ Sam watched from the top of the jungle gym as the other children ran around the playground, shrieking and laughing like a bunch of hyperactive little monsters. But then again, Sam wondered why anyone in his or her right mind would want to become a teacher in the first place.

Ms. Beauchamps certainly was a certifiable pain in the ass; she was always expressing concerned that he was 'too precocious' and couldn't adequately explain why being intelligent was a bad thing, wanting him to 'socialize' more, going so far as to confiscate his books so he couldn't read during recess. However, the other kids were sabotaging her plans, wanting nothing to do with the weird kid of the neighborhood even at the direction of an adult.

One of the most exasperating things about being a child again was that the adults around him had a tenancy to speak over him as if he was the dog and couldn't understand what they were saying. However, it worked for his advance at times for if he stayed quite, Sam learned a great deal about how others saw him. He knew he made people feel uneasy just looking at them and that was his own fault because sometimes he slipped up and said things that scared people, things he shouldn't have known, things that people didn't others want know.

Of course, this 'access to hidden knowledge' lead one particular disturbed individual on his street to think he was the child of Satan, especially in combination with his eye color and the strange birthmarks. Ms. Spivey went so far as to throw balloon full of holy water on him while screeching _"Be gone Demon!"_ Of course, Judy had taken exception to that and had tried to bitch slap Spivey to death before Sam interceded, giving the woman yet another reason to believe he was demon possessed for he was much stronger than any kid should be. The problem solved itself when she was sent to a very nice sanitarium up state.

'_Nobody wants to be friends with a freak, especially a __**smart**__ freak.' _He thought as a slight breeze cooled the sweat on his skin as he adjusted his seating so the bar wasn't digging so hard into his ass_. _It would also mean that he would miss the chance to start his friendship with Miles.

It was something he had always regretted, not being a better friend to Miles. After Mission City, he had been so focused on Mikaela and ignoring the strange feelings for Bee that had started blossoming even then that he had let their friendship dissolve. He never knew what had happen to his once friend after high school and had been afraid to find out later.

A high-pitched squeal of joy broke his thoughts. On the lower levels of the jungle gym, Miles was hanging up side down, giggling hysterically as his shirt covered his face. This was his chance, at this age kids were desperate for friends, especially during the first weeks of school. It would be so easy; all Sam had to do was climb down, introduce himself, and ask if Miles wanted to be friends.

Sam stayed where he was, moving his gaze away from another ghost of his past. It would be better this way, better for Miles, if he never became one of Sam's friends, he'd never become a target for the Decepticons like Mikaela, Leo and Carly eventually became. _'One less thing to worry about…'_

"Hi!"

Startled, Sam looked down were the voice had come from. One level below where he was sitting was Miles, who was making his way up as Sam watched. Just as he got to the top most level with Sam, his hand slipped. He would have gone face first into one of the metal bars but Sam grabbed one of his shoulders to stabilize him, scolding lightly, "Careful."

"Thanks." Miles gave Sam a big smile that showed off a missing tooth, "Wanna be friends?"

A hundred different responses ran through his head, each one guaranteed to make Miles regret his offer and assure he would never make it again. Instead, Sam found himself smiling back and nodding, "Sure."

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_2000…_

Hacking into the database of Hotchkiss Gould Investments was harder than Sam thought it was going to be, no matter how he had upgraded his computer (and violated the warranty in a hundred different ways) human technology was fragging slow, at least in getting the good stuff like proof that the bastards were working with the Decepticons.

Right now, the information was nearly useless and dangerous to have but later he could use even a shred of proof to have the firm investigate by the would-be NEST. If he could _find_ that proof, not only was the information very well hidden in encryptions and guarded by security measures that did not originate from earth, also he had to be very careful not to leave trail for any one (human or not) to follow.

In the original timeline, after the death of their CEO many of the higher-ups in Hotchkiss Gould Investments had decided to "Burn it down and salt the Earth" according to one of the few surviving shareholders that hadn't opted for suicide rather than face trial for their crimes against humanity. Most of the records concerning their involvement with Decepticons had been destroyed, so Sam didn't know _when_ Dylan had betrayed his race. Right now, he could just be an heir to a business with a dark secret he didn't know about.

As it was, Hotchkiss Gould Investments was simply too big, too powerful and as a result, was well beyond any really retribution that Sam wanted to dish out at the moment. He accepted that. However, it didn't stop him from taking tiny little revenges against the company such as skimming the interest from the accounts of investors he _knew_ had dealings with the Decepticons and manipulating the price of their stocks. Nothing big mind and he was careful, but it did make him feel better about not being able to do something about them now rather than later.

Most of the proceeds of his ventures were donated to various charities. However, some of the money _did_ make it to an offshore bank account he had under the alias Ethan Shaw. While he wasn't rich, he did have quite a bit of cash squirrel away for later, say when he needed to purchase a certain car. He just had to be very careful to the point of paranoia when he spent it as _Sam_; otherwise, it would raise uncomfortable questions though he got around this mostly by telling people that he 'won' a lot of online contests.

'_Hmmm…Dad's birthday is coming up.' _ Sam as he checked 'Ethan's' account, _'It wouldn't hurt for him 'win' something nice…'_

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_2003…._

At first, when Sam had established the guise of 'Agent X' it was simply to make it appear to Sector Seven that a disgruntled ex-agent was taunting them by leaking information to several well-known conspiracy websites (nothing _truly_ sensitive mind, but still enough to make Sector Seven uncomfortable). While S7 scrambled to deal with the leaks, Sam secretly accessed the special files like _Project: Black Knife, Dark side _and _Ghost 1_.

However as time went by he learned to his surprise that there was a schism within Sector Seven, between those who believed that all the 'N.' were monsters bent on destruction and those who thought there were _some_ that could be allies, a side needless to say that he supported. Sam soon found himself not exactly correcting some of the misinformation but poking holes in flawed arguments and actually presenting his own point of view to Seymour-

'_Simmons!'_ He snapped at himself mentally as his danced over the keys, _'Think of him as Simmons!'_ It was too dangerous right now to think of him as Seymour, as the man Sam came to respect in another lifetime. This wasn't the same man he'd fought along side with against the Decepticons and he could not afford to forget that. _This_ Simmons might never become the brave hero who had died so that others could live, not that it mattered really in the end.

Nevertheless, it was hard, so hard because he could see that man under Simmons' rants and ravings about Sam's leaking such sensitive information to the public.

Under all the paranoia, eccentricities and snark was a good man who wanted to do the right thing. He was also a stubborn ass, throwing everything he was into what he believed. _That_ had been Sam's mistake with Simmons the first time around. After dealing with Megatron, the experiments with the Cube, and seeing the devastation that Blackout had wreaked on Qatar, Simmons had no reason to believe that _any_ of the transformers would be less than vicious. However once he had proof otherwise, he'd embraced the idea with the zeal of the newly converted when he was done pouting about being wrong.

Furthermore, Simmons was a smart man (he wasn't chief agent of Sector Seven's Field Agents for nothing). His arguments against N.B.E were not just rantings of xenophobic mind but were well-written and well thought out objections. Sam had a suspicion that Simmons enjoyed these 'conversations' with Agent-X as much as he did, even though Simmons had most likely been ordered by his superiors to unmasked Agent X, not that Sam had any worries that he actually _would_. If his light flirting was any indication, he believed Sam to be female and to muddy the waters even more, Sam had created a female alias Miko Nakadai, so if Sector _did_ manage to backtrack 'Agent X,' it would lead to a woman who didn't exist.

As Sam began shifting through the latest data for something interesting, a file caught his eye. _'Beagle Two Rover Transmissions. Didn't that crash?'_ Now curious, he opened the file. A somewhat pixilated video appeared, a bit blurry but watchable, of a field of sand and rocks that were shades of rust-red. Abruptly, a moving shadow darkened the scene as the view whipped around sharply as if absorbing a heavy blow. There was a brief but unmistakable glimpse of something large as the image then gave way to static.

Heart in his throat, he tapped a few keys to back the video up and freeze it; additional keystrokes refined the outline and then Sam took his shaking hands away from the keyboard lest he hit a wrong key as he stared at the image. The sun was at the figure's back, casting deep shadows over the features but he knew that form, excitement and terror bubbling inside him. _'Bee, Bee is on Mars.'_ He glanced at calendar on the wall, '_Four years. Four more years before all the pieces come together.'_

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Author's notes:

*Sighs* I live but I'm going to kill this chapter. I'm not really happy with it but I've re-written it so many times figured I'd go ahead a post it before it drove me crazy. Any suggestions would be appreciated.

Hopefully, the next chapter will be better.

Thank for reading.


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